CHAPTER 1 INTRODUCTION

Telecom giant Bharti Airtel is the flagship company of Bharti Enterprises. The BhartiGroup, has a diverse business portfolio and has created global brands in the telecommunication sector. Bharti has recently forayed into retail business as BhartiRetail Pvt. Ltd. under a MoU with Wal-Mart for the cash & carry business. It hassuccessfully launched an international venture with EL Rothschild Group to exportfresh agri products exclusively to markets in Europe and USA and has launched BhartiAXA Life Insurance Company Ltd under a joint venture with AXA, world leader infinancial protection and wealth management. Airtel comes to you from Bharti Airtel Limited, Indias largest integrated and the first private telecom services provider with a footprint in all the 23 telecom circles. Bharti Airtel since its inception has been at the forefront of technology and has steered the course of the telecom sector in the country with its world class products and services .The businesses at Bharti Airtel have been structured into three individual strategic business units (SBUs) - Mobile Services, Airtel Telemedia Services & Enterprise Services. The mobile business provides mobile & fixed wireless services using GSM technology across 23 telecom circles while the Airtel Telemedia Services business soffers broadband & telephone services in 95 cities. The Enterprise services provideend-toend telecom solutions to corporate customers and national & international long distance services to carriers. All these services are provided under the Airtel brand.

Airtel was born free, a force unleashed into the market with a relentless and unwavering determination to succeed. A spirit charged with energy, creativity and ateam driven to seize the day with an ambition to become the most globally admired telecom service. Airtel, in just ten years of operations, rose to the pinnacle of achievement. As India's leading telecommunications company Airtel brand has played the role as a major catalyst in India's reforms, contributing to its economic resurgence.

Today we touch peoples lives with our Mobile services, Telemedia services, toconnecting India's leading 1000+ corporates. We also connect Indians living in USA,UK and Canada with our call home service.

Mission
To be globally admired for telecom services that delight customers. We will meet global standards for telecom services that delight customers through: Customer Service Focus Empowered Employees

Cost Efficiency Unified Messaging Solutions Innovative products and services Error- free service delivery

OUR VISION & PROMISES

By 2010 Airtel will be the most admired brand in India: Loved by more customers Targeted by top talent Benchmarked by more businesses

We at Airtel always think in fresh and innovative ways about the needs of ourcustomers and how we want them to feel. We deliver what we promise and go out ofour way to delight the customer with a little bit more

Companys Current Situation

Bharti Airtel is one of Indias leading providers of telecommunication services with anationwide presence in all the 23 licensed jurisdictions (also known as TelecomCircles). We served an aggregate of 82,748,790 customers as of October 31, 2008; ofwhom 80,199,747 subscribe to our GSM services and 2,549,043 use our TelemediaServices either for voice and/or broadband access delivered through DSL. We also offer an integrated suite of telecom solutions to our enterprise customers, inaddition to providing long distance connectivity both nationally and internationally. Wehave recently forayed into media by launching our DTH Services in October 2008. Allthese services are rendered under a unified brand Airtel The company also deploys, owns and manages passive infrastructure pertaining to telecom operations under its subsidiary Bharti Infratel Limited. Bharti Infratel owns 42% of Indus Towers Limited.Bharti Infratel and Indus Towers are the two top providers of passive infrastructure services in India Company shares are listed on The Stock Exchange, Mumbai (BSE) and The National Stock Exchange of India Limited (NSE)

Partners
The company has a strategic alliance with SingTel. The investment made by SingTel is one of the largest investments made in the world outside Singapore, in the company. The companys mobile network equipment partners include Ericsson and Nokia. In the case of the broadband and telephone services and enterprise services (carriers), equipment suppliers include Siemens, Nortel, Corning, among others. The Company also has an information technology alliance with IBM for its group-wide information technology requirements and with Nortel for call center technology requirements. The call center operations for the mobile services have been outsourced to IBM Daksh, Hinduja TMT, Teletech & Mphasis.

Managing Directors profile

Sunil Bharti Mittal Chairman & Managing Director since October 2001 Board director since: July 1995 Age: 51 years Sunil Bharti Mittal is the Chairman & Managing Director of Bharti Airtel Ltd. head quartered at New Delhi, India.

Bharti Airtel, Indias leading private integrated telecom company, has been at the forefront of the telecom revolution and has transformed the telecom sectorwith its world-class services built on leading edge technologies.Bharti has been a pioneering force in the telecom sector and today enjoys a strong nation wide presence. Sunil started his career at a young age of 18 after graduating from Punjab University in India and founded Bharti, with a modest capital, in the year1976. Bharti has grown successfully in partnership with various leading companies of the world Singapore Telecom, Vodafone, Warburg Pincus, British Telecom to name a few. The other businesses in the group are consumer electronics (Beetel), life insurance with AXA of France (Bharti AXA), and a joint venture with the Rothschild group to develop Indian horticulture and export fruits and vegetables to the world (Field Fresh) Bharti has recently entered into a JV with Wal-Mart for setting up supply chain,logistics and cash and carry to support the burgeoning retail market in India. Sunil is an alumnus of Harvard Business School, MA, USA. Sunil has been conferred one of the highest civilian award Padma Bhushan Sunil has been conferred the degree of Doctor of Science (Honoris Causa) by the G B Pant University of Agriculture & Technology.

Awards and Recognitions

1. August 7, 2008: Bharti Airtel adjudged the 'Best Cellular Service Provider' and 'Best Broadband Service Provider' at the 2008 V&D 100 Awards.

2. July 11, 2008: Bharti Airtel Limited voted as India 's most innovative company ,in a survey conducted by The Wall Street Journal . Bharti Airtel was ranked asthe most innovative in responding to customer needs in a survey conducted todetermine Asia 's 200 most-admired companies.

3. June 13, 2008: Sunil Bharti Mittal received U.S.-India Business Council's'Global Vision' Award . The prestigious award recognizes his entrepreneurialzeal and contribution to Indian business.

4. June 11, 2008: Airtel voted the 2nd Most Trusted Service Brand in the Annual Economic Times-Brand Equity, Most Trusted Brands survey

5. June 2008: Airtel wins the Platinum Trusted Brand Award in the Mobile Service provider category in the Reader's Digest Asia Trusted Brands Survey .

6. May 26, 2008: Airtel was honoured with the prestigious 'Wireless ServiceProvider of the Year' award at the 2008 Frost & Sullivan Asia Pacific ICTAwards.

7. April 17, 2008: Bharti Airtel had the distinction of being amongst 2 companiesworldwide and the only one in India , to be honoured with the 'Gallup GreatWorkplace Award'.

8. April 8, 2008: Airtel adjudged as the 'Best Carrier India' at the Telecom AsiaAward 2008 . The Telecom Asia Awards, constituted by the Telecom Asiamagazine, seek to recognize outstanding performances of companies andindividuals in the Asian telecommunication industry based on criteria such asfinancials, market standing, technology and corporate governance.

Shares
The equity shares of Bharti Airtel are currently listed on National StockExchange of India Limited (NSE) and The Stock Exchange, Mumbai, (BSE).Bharti Airtel offered 185,336,700 equity shares in the initial public offering (IPO) andraised Rs 8,340.15 million through this process. The shares were over subscribed 2.56times. With this IPO, Bharti Airtel established certain important landmarks in the history ofthe Indian capital market. Together with being the first 100% book building processthat this country has seen, the listing was completed within a record time of ten workingdays. of the close of the issue. Moreover the process of allotment and issue of shareswas also completed within one day of the last day of pay-in. The book running lead managers for the IPO were JM Morgan Stanley and DSP Merrill Lynch and the registrars to the issue was Karvy Consultants Limited.

Organisation Structure
As an outcome of a restructuring exercise conducted within the company; a newintegrated organizational structure has emerged; with realigned roles, responsibilitiesand reporting relationships of Bhartis key team players. With effect from March 01,2006, this unified management structure of'One Airtel' will enable continuedimprovement in the delivery of the Groups strategic vision.

Corporate Governance
Bharti Airtel Limited firmly believes in the principles of Corporate Governanceand is committed to conduct its business in a manner, which will ensure sustainable,capital-efficient and long-term growth thereby maximising value for its shareholders,customers, employees and society at large. Companys policies are in line withCorporate Governance guidelines prescribed under Listing Agreement/s with StockExchanges and the Company ensures that various disclosures requirements arecomplied in letter and spirit for effective Corporate Governance. During the financial year 2003-04, your Company was assigned highest Governanceand Value Creation (GVC) rating viz. Level 1 rating by CRISIL, which indicates thatthe companys capability with respect to creating wealth for all its stakeholders is thehighest, while adopting sound Corporate Governance practices.This rating was re-affirmed by CRISIL on April 20,2006.

Board of Directors Audit Committee Human Resource (HR)/ Remuneration Committee ESOP Compensation Committee Investor Grievance Committee Memorandum of Association Article of Association Code Of Conduct

Board of Directors
The board of directors of the Company has an optimum mix of executive and non-executive directors, which consists of two executive and fourteen non-executive directors .The Chairman and Managing Director, Mr. Sunil Bharti Mittal, is an Executive Director and the number of Independent Directors on the Board is 50%ofthe total board strength. The independence of a director is determined on the basis that such director does not have any material pecuniary relationship with the Company, its promoters or its management, which may affect the independence of the judgment of a Director. The board members possess requisite skills, experience and expertise required to take decisions, which are in the best interest of the Company.

The composition of the Board is as under: 1. Sunil Bharti Mittal

2. Manoj Kohli

3. Sanjay Kapoor

4. Atul Bindal

5. K Srinivas

6. Jyoti Pawar

7. Shamini Ramalingam

8. Joachim Horn

9. S. Asokan

10. KrishnamurthyShankar

11. SrikanthBalachander

12. Amrita Gangotra